General Terms & Conditions For Services to be Provided by Abica Limited
(Version 8.2 – Updated September 2016)
1.1 In these terms and conditions, the following words and phrases will have the following definitions:
“ABICA” means Abica Limited a company incorporated in Scotland with Company Number SC205544 whose registered office is at Moorpark Court, 9 Dava Street, Glasgow, G51 2JA;
“Act” means the Telecommunications Act 1984;
“Additional Services” means additional or supplemental services for which a charge is made in addition to the Charges for the Services (if applicable);
“Age Restricted Services” means Services for use only by adults aged 18 or over;
“Anticipated Charges” means the Charges ABICA would have expected to receive from You for the remainder of the Minimum Period of Service based upon Your average use of the Services for the three months prior to You ending Your Contract or, if the Services have been used by You for less than three months or You have not been fully using the Services in anticipation of termination of the Contract, by reference to the information provided to ABICA by You upon entering into the Contract;
“Apparatus” means apparatus belonging to You not forming part of the Equipment but which may be connected to the Equipment or the Telephone Exchange Line;
“Application Form” means the form that You sign or, in the case of orders completed via the Website, the form that You complete and submit online, to apply for the Service and which these terms and conditions will apply to;
“Artificial Inflation of Traffic” means a situation where the flow of Calls on any particular Revenue Share Service is as a result of any activity by or on behalf of the customer operating that Revenue Share Service, disproportionate to the flow of Calls which would be expected from good faith commercial practice and usage of the network;
“Broadband Services” means any internet access services provided in accordance with clause 11, including, but not limited to, ADSL, ADSL2+ and Internet Leased Lines;
“BT” means British Telecommunications plc, a company incorporated in England & Wales (company number 01800000) and having its registered office at 81 Newgate Street, London, EC1A 7AJ;
“BT Group Company” means a BT subsidiary or holding company, including without limitation a holding company of BT, or a subsidiary of that holding company, all as defined by Section 736 of the Companies Act 1985 as amended by the Companies Act 1989;
“Call” means a signal, message or communication which can be silent, visual (including text) or spoken;
“Cancellation Fee” means a fee charged if ABICA ends the Contract due to Your conduct or if You end Your agreement within the Minimum Period of Service. This fee may cover (without limitation) Your Charges for the Minimum Period of Service, ABICA’s administrative costs, costs incurred by ABICA in Connecting and / or Disconnecting the Services and ABICA’s payments to the MNO or other operators and / or network providers;
“Carrier Pre-selection” means the method of automatically routing calls over the ABICA network as an alternative to programming Apparatus or manually dialling a prefix;
“Charges” means charges for access to, and use of, the Services which may cover (without limitation) fixed periodic charges, usage charges, account administration fees, fees for Connection and re-Connection, a Cancellation Fee (where applicable) and any costs incurred in collecting outstanding payments from You, which are set out where applicable on the Website;
“Commencement Date” means the date when You first receive the Services;
“Contract” means these terms and conditions, the Service Schedule and the Price List;
“Confidential Information” means any information of a confidential nature obtained under or in connection with these terms and conditions including, but not limited to, any information regarding the existence of errors or viruses (where relevant) found in the Service and all other information which ABICA characterises as confidential at the time of its disclosure either in writing or orally. Confidential Information does not include information which You can demonstrate: (a) is previously rightfully known to You without restriction at the time of disclosure; (b) is or becomes, from no act or omission on Your part, generally known in the relevant industry or public domain; (c) is disclosed to You by a third party as a matter of right and without restriction at the time of disclosure; or (d) is independently developed by You without access to the Confidential Information;
“Connection” means the procedure by which ABICA give You access to the Services. “Connected”, “Connecting” and “re-Connection” have corresponding meanings;
“Consumer” means a natural person or an individual as defined under section 1 of the Consumer Credit Act 2006;
“Damage” means any accidental, sudden and unforeseen damage to the Handset caused by external means which affects the operational functioning of the Handset;
“Disconnection” means the procedure by which ABICA stop your access to the Services. “Disconnected” and “Disconnecting” have corresponding meanings;
“Equipment” means any apparatus or equipment provided by ABICA or any third party to You at the Premises to enable provision of the Services;
“Handset” means the device or mobile handset that is authorised by ABICA for Connection to the network which is used to access the Mobile Services;
“Intellectual Property Rights” means (i) patents, designs, trade marks and trade names (whether registered or unregistered), copyright and related rights, database rights, know-how and confidential information; (ii) all other intellectual property rights and similar or equivalent rights in the world which currently exist or are recognised in the future; and (iii) applications, extensions and renewals in relation to any such rights;
“Internet Protocol” or “IP” means the unique number that each device uses in order to identify and communicate with each other on a computer network utilising the Internet Protocol standard;
“LCRS” means software contained in Your Telephone System which provides for calls to be routed for the lowest cost possible using alternative Supplier Networks;
“Landline Services” means telecommunication services provided using a Telephone Exchange Line;
“Line Rental Service” means the provision to You of a Telephone Exchange Line;
“Messaging Services” means any email, fax and voicemail services, text message and multimedia messaging services, personal information management and other message or communication facilities which let You communicate with others;
“Minimum Monthly Spend” means the sum of Thirty Pounds (£30.00) Sterling per month per Handset in relation to the Mobile Services or part thereof;
“Minimum Period of Service” means the minimum period of Service from the Commencement Date for which the Services will be provided to You, as detailed in the Service Schedule;
“MNO” means the mobile network operator providing network services to ABICA;
“Mobile Services” means telecommunication services provided using an MNO;
“Nuisance Calls” means an unwanted Call that causes annoyance to the receiver of the Call, and / or is a hoax Call, and / or is of an offensive, spiteful, abusive, indecent, defamatory, obscene or menacing nature;
“Number Translation Services” means the 0800, 0845, 0870, 0871 and other geographic or non-geographic services provided by ABICA;
“Outgoing Telephone Calls” means telephone services which use an access code, Carrier Pre-selection, calling line identity and another operator’s Telephone Exchange Lines to route selected outgoing calls over and via the Supplier Network;
“PIN” means Personal Identification Number;
“Physical Characteristics” means an existing standard BT telephone line which does not have any incompatible services enabled upon it;
“Premises” means Your premises where the Services are to be received or such other premises at which the Services are to be provided;
“Premium Services” means any Services which are charged at premium rates such as international calling and international roaming and which can only be accessed by You with the approval of ABICA;
“Price List” means the document provided to You by ABICA which includes the Charges (where applicable), and the other prices and rates for the Services from time to time;
“PSTN” means public switched telephone network;
“Recurring Charges” means any charges that are levied on a recurring basis in relation to any of the Services;
“Repair Service” means one of three levels of Service which are offered by ABICA to You details of which will be detailed in the Service Schedule;
“Revenue Share Service” means a service (including but not limited to Number Translation Services and services related to telephone numbers with the prefix 08 and 09):
(a) where a network operator (including but not limited to ABICA) pays to its customer operating such service an element of the conveyance charges which that network operator (including but not limited to ABICA) receives for Calls to such service; or
(b) operated by a network operator (including but not limited to ABICA), and for which, if operated by a customer of the network operator (including but not limited to ABICA) the network operator (including but not limited to ABICA) would pay to such customer an element of the conveyance charges which that network operator (including but not limited to ABICA) receives for Calls to such service;
“Services” means the services comprising, amongst others, Landline Services, Mobile Services and / or VOIP Services provided by ABICA which You have signed up to in accordance with the Service Schedule;
“Service Schedule” means the Schedule provided to You which contains details of the Services to be provided to You by ABICA in accordance with these terms and conditions;
“Set up Costs” means the payment due from You to ABICA in respect of activation of the Services;
“SIM” means a Subscriber Identity Module which is a card which contains Your telephone number and enables you to access the Mobile Services;
“Storage Services” means any Services which offer You storage capacity on the Supplier Network for the storage of content which You access from ABICA;
“Supplier Network” means the operator of any telecommunications network over which ABICA provide the Services, including an MNO;
“Suspension” means the procedure by which ABICA Disconnect Your access to the Services, whether that be temporarily or otherwise. “Suspend” has a corresponding meaning;
“Telephone Exchange Line” means the telecommunications circuit that You use to obtain telecommunications services over the public switched telephone network at the Premises as notified by You to ABICA;
“Telephone System” means a Private Automatic Branch Exchange (“PABX”);
“VOIP Services” means IP telephony telecommunications services provided by ABICA;
“You/Your” means the customer with whom ABICA makes this Contract; and
“Website” means http://www.abica.co.uk/
1.2 Clause and schedule headings do not affect the interpretation of these terms and conditions.
1.3 A person includes a corporate or unincorporated body.
1.4 Words in the singular include the plural and in the plural include the singular.
1.5 A reference to one gender includes a reference to the other gender.
1.6 A reference to a particular law is a reference to it as it is in force for the time being taking account of any amendment, extension or re-enactment and includes any subordinate legislation for the time being in force made under it.
1.7 Writing or written includes faxes and e-mail.
1.8 References to clauses are to the clauses of these terms and conditions.
2 The Services
2.1 Where appropriate ABICA shall supply You with the Services and You authorise ABICA to act on Your behalf in all dealings with any Supplier Network in connection with any matter that enables ABICA to provide or to continue to provide You with the Services. In the event that ABICA establishes that for whatever reason it is unable to provide You with the Services these terms and conditions may be terminated by ABICA without any liability.
2.2 ABICA will use its reasonable endeavours to provide the Services promptly and continuously but will not be liable for any loss of data resulting from delays, non-deliveries, missed deliveries, or service interruptions caused by events beyond the control of ABICA, or by errors or omissions of You.
2.3 In addition to the provisions contained in clause 2.2 above, ABICA will not be liable:
2.3.1 for any delay in installation of Equipment or activation of the Services;
2.3.2 for any loss or damage to the Equipment or Your own property within the Premises;
2.3.3 for Your failure, in using the Services in any way, to comply with laws / regulations in countries outwith the United Kingdom;
2.3.4 in contract, delict, pre-contract or other representations (other than fraudulent / negligent misrepresentations) or otherwise for any economic losses, loss of goodwill or reputation or any special, indirect or consequential losses;
2.3.5 if ABICA is unable to carry out any of its duties, or provide the Services, because of something beyond ABICA’s control;
2.3.6 for any third party content, goods or services which ABICA gives You access to as part of the Services;
2.3.7 for any loss of income, business or profits, or for any loss or corruption of data in connection with the use of the Services; and
2.3.8 for any loss or damage not reasonably foreseeable at the time when You entered into the Contract.
2.4 ABICA exclude all and any warranties and conditions of any kind, whether express or implied, in respect of the Services.
2.5 To use the Services, You need to supply ABICA with certain details on the Application Form.
2.6 You must have a Telephone Exchange Line with the Physical Characteristics in order to receive the Landline Services. If You change any of the Physical Characteristics, ABICA cannot be held responsible if You are no longer able to receive the Landline Services.
2.7 You acknowledge that the Landline Services will depend upon the characteristics of Your Telephone Exchange Line (where applicable) and that where the Supplier Network so determines it may not be possible to supply the Landline Services. In this event ABICA shall have the right to terminate the Contract without liability to You.
2.8 Certain services which are provided by Supplier Networks may not be compatible with the Landline Services. You should be aware that such services may be automatically removed from Your Telephone Exchange Line (where applicable) during set up and may no longer be available to You.
2.9 From time to time certain parts of the telecommunication network may be closed down for routine repair or maintenance work. Where possible ABICA or its authorised representative shall provide You with notice but You acknowledge that ABICA will only be able to provide You with notice where ABICA has received such notice from the Supplier Networks. In these circumstances You shall have no claim against ABICA for any such interruption.
2.10 If ABICA Suspend any or all of Your Landline Services, You will still be able to make emergency calls unless they have been Suspended at the request of the emergency services.
2.11 ABICA may occasionally have to interrupt the Services or change the technical specification of the Services for operational reasons or because of an emergency. ABICA will give You as much notice as possible of any planned interruption of the Services. In these circumstances You shall have no claim against ABICA for any such interruption.
2.12 You acknowledge that the Landline Services shall be provided by ABICA at the Premises and that under these terms and conditions You cannot require ABICA to transfer the Landline Services or Equipment to another location unless ABICA agree to this.
2.13 Except as otherwise expressly permitted in these terms and conditions, and in addition to other restrictions herein, You may not:
2.13.1 redistribute, encumber, sell, rent, lease, sub-license, copy or use the Services or otherwise transfer rights to the use of the Services to any third party, whether in whole or in part;
2.13.2 disclose Services features, errors or viruses to any third party without the prior written consent of ABICA;
2.13.3 use the Landline Services except in conjunction with ABICA recommended operating environment or equipment as, notified by ABICA; or
2.13.4 modify the Services without ABICA’s prior written consent.
3 Activation and Installation of the Landline Services
3.1 ABICA shall be responsible for and maintain the Equipment and Landline Services to the point of interconnection with Supplier Networks and shall have no liability for failure of a Supplier Network or equipment if it affects the provision of the Landline Services.
3.2 When ABICA manage the connection and provide the installation and the Equipment:
3.2.1 ABICA shall attempt to provide and install or procure the provision and installation of the Equipment at the Premises so that the Landline Services can be provided on or before any installation date specified or agreed to by ABICA. Any installation date given is an estimate only and ABICA shall not be liable for any failure to meet such installation date;
3.2.2 ABICA shall attempt to provide and install or procure the provision and installation of the Equipment at the Premises so that the Landline Services can be provided on or before any activation date specified or agreed to by ABICA. Any activation date given is an estimate only and ABICA shall not be liable for any failure to meet such activation date;
3.2.3 ABICA shall supply You with the relevant information to enable You to suitably prepare the Premises for delivery and installation of the Equipment. You shall at Your expense provide suitable accommodation, facilities and environmental conditions for the Equipment and all necessary electrical and other installations and fittings;
3.2.4 ABICA shall use its reasonable endeavours to comply with Your reasonable requests in respect of installation but ABICA or its contractors’ or agents’ decision on the routing of cables and wires and the positioning of outlets and other apparatus constituting the Equipment or part thereof shall be final and binding; and
3.2.5 a secure electricity supply is required at the Premises for the installation, operation and maintenance of the Equipment at such points and with such connections as specified by ABICA. Unless otherwise agreed, this power supply is to be provided by You. ABICA shall not be responsible for interruption or failure of the Services caused by a failure of such power supply.
3.3 You acknowledge that during the installation and activation of the Equipment for the provision of the Landline Services or at the time of the Landline Services going live Your Telephone Exchange Line may suffer a temporary loss of service which shall be reinstated following installation and/or interference to any other Apparatus or services used in connection with the Telephone Exchange Line (e.g. which makes use of a Telephone Exchange Line) without any liability to ABICA.
3.4 For the avoidance of doubt, ABICA will not be liable for any failure to meet an activation date or installation date under any circumstances.
3.5 If You are entering into a Contract which relies upon a Line Rental Service, You will be fully responsible for the termination of and intimation to any existing service provider You have a contract with and for the avoidance of doubt this will include any costs associated with or incurred as a result of such termination or intimation. It is Your responsibility to ensure that there are no outstanding obligations owed by You to Your current service provider prior to entering into a Contract which relies upon a Line Rental Service.
3.6 By entering into the Contract, You give ABICA Your explicit consent to permit BT to disclose information relating to You and the products and services provided to You as part of the Landline Services.
4 ABICA Equipment
4.1 You agree not to do or allow anything to be done to the Premises that may cause damage to, or interfere with, the Equipment or prevent easy access to it.
4.2 You shall procure at Your own expense all permissions, licences, registrations and approvals necessary for ABICA to deliver, install and maintain the Equipment for the provision of the Services.
4.3 You acknowledge that the Equipment shall remain the property of ABICA or the supplier of such equipment (including any Supplier Network) and You shall at all times make clear to third parties that the same is the property of ABICA or a third party supplier of such equipment. ABICA may modify, substitute, renew or add to the Equipment from time to time at its absolute discretion. When Services are terminated You will arrange to return the Equipment to ABICA within 7 days.
4.4 You shall be responsible for ensuring at all times the safekeeping and proper use of the Equipment after delivery and installation at the Premises. You shall be liable to ABICA for any loss or damage to the Equipment (except where it can be shown that such loss or damage was caused by ABICA’s negligence or due to fair wear and tear). You will notify ABICA immediately of any such loss or damage in particular (without prejudice to the generality of the foregoing) You undertake:
4.4.1 to keep the Equipment at the Premises and not to move it;
4.4.2 to comply with all instructions as ABICA may notify to You and/or with the manufacturer’s instructions and not to use the Equipment except in accordance with such written instructions and in accordance with the law and any applicable licence granted there under;
4.4.3 not to cause the Equipment to be repaired or otherwise maintained except by an authorised representative of ABICA and without ABICA’s prior consent;
4.4.4 not to cause any attachments other than those approved for connection under the Act to be fitted to the Equipment except in accordance with such written authorisation as may be notified by ABICA to You from time to time;
4.4.5 not to do anything nor to allow to subsist any circumstances likely to damage the Equipment or detract from or impair its performance or operation and not to add, modify, or in any way interfere with or impair the performance of the Equipment;
4.4.6 not to attempt to sell, transfer, dispose of, let, mortgage, charge, modify, extend, repair, service, tamper with, remove or interfere with the Equipment or suffer any distress, seizure or execution to be levied against or of the Equipment or otherwise do anything prejudicial to ABICA or the owner of such Equipment’s rights in the Equipment;
4.4.7 not to remove, tamper with or obliterate any identification mark(s) affixed to the Equipment or to any part thereof showing that it is the property of ABICA or other third party supplier of such equipment;
4.4.8 to permit ABICA and its employees, agents or contractors to inspect or test the Equipment at all reasonable times;
4.4.9 to allow ABICA to enter the Premises to inspect any telecommunication apparatus kept on, under or over the Premises or elsewhere for the purposes of the Landline Services and the permission set out above shall continue in force after cancellation or termination of these terms and conditions until such time as ABICA has removed all Equipment from the Premises;
4.4.10 to execute any works on the Premises for, or in connection with, the installation, maintenance, adjustment, repair, alteration, moving, replacement, renewal or removal of the Equipment;
4.4.11 to allow ABICA or any Supplier Network to have access to the Premises at all reasonable hours for the purpose of testing or maintaining any of the Equipment and/or the Landline Services and provide a safe and suitable environment for such access visits; and
4.4.12 to agree to get any permission needed from any other party, for example (but without limitation) Your neighbour or landlord, if ABICA has to cross their land or put the Equipment on their premises.
4.5 You shall be liable for any loss or damage howsoever caused (including but not limited to lightning or electrical damage) to any part of the Equipment or any of Your own property within the Premises (except in so far as it can be shown that such loss or damage is attributable to the negligent act or omission of ABICA). You will notify ABICA immediately of any such loss or damage and You:
4.5.1 undertake to indemnify ABICA against any and all such loss or damage referred to in this clause 4.5; and
4.5.2 acknowledge that wilful destruction or abuse of the Equipment may result in additional charges being payable by You to ABICA.
5 The Apparatus for the Landline Services
5.1 You shall be responsible for the repair and maintenance of any of the Apparatus used in order to obtain or use the Landline Services.
5.2 You shall ensure that the Apparatus complies with any applicable law. You shall immediately disconnect any such Apparatus if such Apparatus does not, or ceases to, conform to applicable standards (if any) for the time being in force. ABICA reserves the right to disconnect any apparatus used by You if You do not fulfil Your obligations under this Clause or if, in the opinion of ABICA, such Apparatus may cause the death of or personal injury to any person, or damage to property, or materially impair the quality of any Landline Services, and You agree to disconnect such apparatus at the request of ABICA.
5.3 If Your Telephone System has LCRS You may need to have it reprogrammed to access the Landline Services.
5.4 If Your Telephone System does not have LCRS ABICA may with Your agreement supply or install access equipment and connect to Your Telephone System.
6 Mobile Services
6.1 ABICA will open an account for You and provide You with a Subscriber Identity Module (SIM), a telephone number and a Handset (where applicable), and ABICA may agree to provide You with additional SIMs, telephone numbers and Handsets (where applicable) on Your request at an additional Charge.
6.2 It is Your responsibility to make sure that the SIMs are only used to access the Mobile Services as permitted under the Contract. In the event that ABICA does not supply You with a Handset, the Contract does not cover Your Handset. The manufacturers of Handsets are not related to ABICA. Any terms relating to Handsets in such circumstances will be given to You separately.
6.3 ABICA own each SIM and each SIM remains ABICA’s property at all times. You are being allowed to use the SIM by ABICA on a limited licence to enable You to access the Mobile Services, in accordance with the terms of the Contract. ABICA may recall the SIM(s) at any time for upgrades, modifications, misuse or when Your Contract ends. You can only use ABICA’s SIM to obtain the Mobile Services from ABICA.
6.4 You must ensure that You keep the SIM safe and secure whilst it is in your possession and You must ensure that You are able to return it to ABICA, if required to do so by ABICA at any time. There will be a charge for any replacement SIM unless it is defective through faulty design or workmanship.
6.5 Each SIM may only be used in Handsets which are enabled for the Mobile Services and are authorised by ABICA for Connection to ABICA’s network. A list of such enabled Handsets are provided on the Website. Any attempt to use the SIM in other handsets may result in serious damage to the Handset and may prevent You from being able to use it, including the making of emergency calls. In these instances, ABICA, ABICA’s network provider, or ABICA’s MNO, are not responsible for any such damage or usage problems.
6.6 Handsets which can be used to access the Mobile Services may be locked to the Supplier Network. The software in the Handset and all intellectual property rights in that software is owned by the Handset manufacturer and You are being allowed to use the software on a limited licence from the Handset manufacturer. During the term of Your Contract for the supply of the Mobile Services, You must not permit Your Handset to be unlocked via any unauthorised manner (i.e. by anyone other than ABICA or the Handset manufacturer). You must contact ABICA if You want Your Handset to be unlocked from ABICA’s network. If You contact ABICA to request that Your Handset be unlocked from ABICA’s network, ABICA will arrange for Your Handset to be unlocked in an authorised manner, which may include replacing Your Handset with an unlocked Handset, with the same or similar specification to Your Handset, and You must pay an unlocking administration charge. In addition, You must ensure that there are no outstanding amounts owing on Your account. Prior to ABICA arranging for Your Handset to be unlocked, You must ensure that You back-up or otherwise store separately any of Your information or other data on the Handset which You may require, as this may be lost during the Handset unlocking process. ABICA are not responsible for any information or any other data which may be lost during the Handset unlocking process.
6.7 Once You are Connected, ABICA will provide You with access to the Mobile Services. The Mobile Services will include Premium Services, provided that You request them and ABICA approves and may also include Age Restricted Services, provided You are 18 or over.
6.8 You will be able to upload and send Your own content using the Mobile Services. You grant ABICA, ABICA’s network provider, or ABICA’s MNO, a royalty free, perpetual and worldwide licence to store, transmit or otherwise deal with any content You upload on the Mobile Services.
6.9 ABICA may:
6.9.1 change or withdraw some, or part, of the Mobile Services from time to time. This may be because of changing technologies, obsolescence, new or different product features, changing content providers or the need to remove, replace or modify content. You may end the Contract if such a variation is likely to be of detriment to You in terms of clause 14; and
6.9.2 determine how the Mobile Services are presented and delivered to the Handset or are otherwise made available to You, and ABICA can change the way they are presented, delivered or otherwise made available to You at any time.
6.10 ABICA will always try to make the Mobile Services available to You. However, the Mobile Services are only available within ABICA’s coverage area (which comprises a video service area and a voice, data & picture area within the UK). Within this, there may be areas where You do not have access to all of the Mobile Services or where coverage is otherwise limited or unavailable.
6.11 There may be situations when the Mobile Services are not continuously available or the quality is affected and so ABICA cannot guarantee continuous fault-free service. This will include, but not be limited to, circumstances where:
6.11.1 ABICA, ABICA’s network provider, or ABICA’s MNO need to perform upgrading, maintenance or other work on the network or to the Mobile Services;
6.11.2 You move outside ABICA’s video service area whilst You are on a call (in this case calls may not be maintained);
6.11.3 You are in areas not covered by ABICA’s network and in such cases the Mobile Services rely on other operators’ networks where ABICA has no control; and
6.11.4 there may be other factors outside ABICA’s control, such as the features or functionality of Your Handset, regulatory requirements, lack of capacity, interruptions to services from other suppliers, faults in other communication networks, the weather or radio interference caused by hills, tunnels or other physical obstructions.
6.12 You must keep all PIN numbers and passwords secure and confidential. ABICA may supply You with a default PIN number for each SIM on Connection, which You should immediately change. You are also responsible for the security of Your Handset and must ensure that You keep it secure. You should refer to the Handset manufacturer’s user guide for details of how to keep Your Handset secure.
6.13 You should immediately change Your PIN or password if You become aware that someone is accessing the Mobile Services on Your account without Your permission.
6.14 You may only use the Mobile Services:
6.14.1 as laid out in the Contract; and
6.14.2 for Your own personal use. This means You must not resell or commercially exploit any of the Mobile Services or content.
6.15 You must not use the Mobile Services, the SIM or telephone number or allow anyone else to use the Mobile Services, the SIM or telephone number for illegal or improper uses which will include but not be limited to the following uses:
6.15.1 for fraudulent, criminal or other illegal activity;
6.15.2 in any way which breaches another person’s rights, including copyright or other intellectual property rights;
6.15.3 to copy, store, modify, publish or distribute the Premium Services or content (including ringtones) and / or the Mobile Services, except where ABICA gave You permission;
6.15.4 to download, send or upload content of an excessive size, quantity or frequency. ABICA will contact You if Your use is excessive;
6.15.5 in any way which breaches any security or other safeguards or in any other way which harms or interferes with ABICA’s network, the networks or systems of others or the Mobile Services;
6.15.6 to falsify or delete any author attributions, legal or other proper notices or proprietary designation or labels of the origin or source of software or other content contained in a file that You upload; and
6.15.7 to use or provide to any other person any directory or details about ABICA’s customers.
6.16 You must always co-operate with ABICA and follow ABICA’s reasonable instructions to ensure the proper use and security of the Mobile Services and Your account. You must only use Handsets authorised by ABICA for Connection to ABICA’s network and also comply with all relevant legislation relating to their use.
6.17 ABICA may publish an acceptable use policy which provides more detail about the rules for use of certain Mobile Services in order to ensure that use of the Mobile Services is not excessive, to combat fraud and where Mobile Services ABICA may introduce require certain rules to ensure that they can be enjoyed by ABICA’s customers. If ABICA publish such a policy, ABICA will let you know, and such a policy may be amended from time to time. For instance, a policy may be introduced if ABICA discovers that the Mobile Services are being used fraudulently or for fraudulent purposes, or the excessive use of certain Mobile Services is causing problems for ABICA, ABICA’s network provider, or ABICA’s MNO, its systems or for other users, or if ABICA introduces new services which may require certain rules to ensure that such new services can be enjoyed by ABICA’s customers.
6.18 While using the Messaging Services, You must not send or upload:
6.18.1 anything that is copyright protected, unless You have permission;
6.18.2 unsolicited bulk or commercial communications or other unauthorised communications, or knowingly send any viruses; or
6.18.3 anything that is obscene, offensive, abusive, defamatory, menacing, harassing, threatening or is unlawful in any other way.
6.19 ABICA may put limits on the use of certain Mobile Services, such as Messaging, Data, Roaming or Storage Services or any new services introduced by ABICA. For example, ABICA may limit the size of messages or storage space.
6.20 While ABICA has no obligation to monitor the Messaging Services or Storage Services, if You exceed ABICA’s use limits set out in the fair use policy, or ABICA is made aware of any issues with Your use of these Mobile Services (for example, if ABICA are made aware that you are using the Mobile Services in any of the ways prohibited in clause 6.18 above), ABICA reserves the right to remove or refuse to send or store content on Your behalf.
6.21 If You are under 18, You are not permitted to access Age Restricted Services (if any). If You are 18 or over and You access the Age Restricted Services, You must not show or send content from the Age Restricted Services to anyone under 18. You must also ensure that You have deactivated any access to Age Restricted Services if You let anyone under 18 use Your Handset.
6.22 If You use the Mobile Services from a country outside the UK, Your use of the Mobile Services may be subject to laws and regulations that apply in that other country. ABICA is not liable for Your failure to comply with those laws or regulations.
6.23 All rights, including copyright in the Mobile Services and their content, belonging to ABICA, ABICA’s network provider, ABICA’s MNO or ABICA’s licensed source, such as a content provider, are reserved to the respective parties.
6.24 ABICA may Suspend any or all of the Mobile Services You use without notice if:
6.24.1 ABICA reasonably believes You have provided ABICA with false or misleading details about Yourself;
6.24.2 ABICA advise You that Your excessive use of the Mobile Services is causing problems for other users, and You are continuing to use the Mobile Services excessively;
6.24.3 ABICA believes Your Handset or SIM has been lost or stolen;
6.24.4 ABICA reasonably believes that You have used the Mobile Services, the SIM(s) or a telephone number for illegal or improper purposes in contravention of ABICA’s responsible use requirements contained in this clause 6;
6.24.5 ABICA receives a serious complaint against You which ABICA believes to be genuine. If this happens, ABICA will terminate Your Contract in accordance with clause 14;
6.24.6 ABICA is required to Suspend Your Mobile Services by the emergency services or other Government authorities; or
6.24.7 ABICA reasonably believes that You have permitted Your Handset to be unlocked via any unauthorised manner and / or have not paid any relevant Charges due to ABICA.
6.25 ABICA may turn off Your Messaging Services if they are inactive for an extended period of time. If ABICA turns off Your Messaging Services, ABICA will have no obligation to maintain any of the content in Your Messaging Services, or to forward any unopened or unsent messages to You, or anyone else.
6.26 If ABICA Suspend any or all of Your Mobile Services, You will still be able to make emergency calls unless they have been Suspended at the request of the emergency services.
6.27 If Your Mobile Services are Suspended, ABICA may agree to re-Connect You if You ask ABICA to do so. There may be a re-Connection Charge for this payable by You to ABICA.
7 VOIP Services
7.1 If ABICA is providing You with VOIP Services, then the provisions of this clause 7 shall have effect.
7.2 You must not use VOIP Services or allow or permit VOIP Services to be used:
7.2.1 in a way that does not comply with the terms of any legislation or any codes of practice, regulations or any licence applicable to ABICA or You (as appropriate) or that is in any way unlawful or fraudulent or to the knowledge of ABICA or You has any unlawful or fraudulent purpose or effect; or
7.2.2 in connection with (without prejudice to the generality of clause 7.2.1 above) the carrying out of any fraudulent or criminal offence against any other party including for the avoidance of doubt, any other public telecommunications operator; or
7.2.3 in any way that constitutes Artificial Inflation of Traffic; or
7.2.4 in a way that does not comply with any instructions given to You by ABICA which are necessary for health and safety reasons or for maintaining the quality of the VOIP Services; or
7.2.5 in a way that in ABICA’s reasonable opinion could materially affect the quality of any telecommunications service or other service provided by ABICA or any third party; or
7.2.6 to make Nuisance Calls or “spam”; or
7.2.7 to threaten, harass, stalk, abuse, disrupt or otherwise violate or infringe the rights (including but not limited to copyright, rights of privacy and publicity) of others; or
7.2.8 to obtain access, through whatever means, to notified restricted areas of the underlying network; or
7.2.9 to send and receive data in such a way or in such amount so as to adversely affect the network (or any part of it) which underpins any VOIP Services or to adversely affect other customers of ABICA or ABICA’s suppliers; orin a way which (in the reasonable opinion of ABICA) brings the name of ABICA into disrepute, or which places ABICA in breach of the Communications Act 2003.
7.3 You undertake that all Apparatus which is attached to (directly or indirectly) or used in connection with the VOIP Services will conform to the relevant standard or approval for the time being designated under the Communications Act 2003 and any requirements or standards set by ABICA’s suppliers.
7.4 The VOIP Services support 999/112 public emergency call services and such calls will be routed to the national emergency call handling agents. However these services do not operate in the same way as PSTN fixed line 999/112 public emergency call services and connection to such services may not be possible in the event of a service outage caused by loss of Your connectivity to the internet for whatever reason. In such circumstances, You should use Your PSTN line to make the emergency call. Furthermore, it may on occasions not be possible for emergency services personnel to identify Your location and telephone number so this information should be stated promptly and clearly by You when making such a call.
7.5 IP Direct Connect is a VOIP Service which allows ABICA to provide inbound and outbound voice telephony calls to and from You using IP telephony protocols, via the Equipment.
7.6 Horizon is a hosted voice solution. Access is via a broadband connection at the Premises. This will be used in conjunction with either an analogue terminal adaptor (“ATA”) and Your analogue telephones, or IP telephones supplied by ABICA. Horizon cannot be provided over narrowband services or through a wireless router. All incoming and outgoing call intelligence is controlled online by You through an internet portal account which is created when ABICA orders the service on Your behalf. A single account is created to control the features associated with all the Equipment connected to an ATA.
7.7 CommuniCore is a hosted voice solution designed to be used with the Equipment or Your IP telephones, providing user account mobility between supported telephones and Your Premises (at one or more locations). Connection is conditional upon ABICA or ABICA’s approved IP access provider giving prior approval to the sufficiency of Your bandwidth. You will require a router, Ethernet switching and optional analogue adaptor which will be supplied by ABICA through a supplier. The IP telephones will be supplied by ABICA or shall be of a type and model approved by ABICA. All incoming and outgoing call intelligence is controlled online by You through an internet portal account which is created when ABICA orders the service on Your behalf. A single account is created to control the features associated with all the telephones on the Premises (at one or more locations).
7.8 Nothing in these terms and conditions allows You to use, or to allow or permit the use of, the logo, trademark or any of ABICA’s Intellectual Property Rights (including, in relation to the company, in any of the company’s promotional literature). In addition You will not use or allow or permit others to use, ABICA’s name in connection with any VOIP Service. Any breach of this clause 7.8 will be a material breach of these terms and conditions.
7.9 If You are the customer of a BT Group Company and wish to transfer to VOIP Services, You will need to ensure that Your existing BT service has the Physical Characteristics.
7.10 ABICA may turn off Your Messaging Services if they are inactive for an extended period of time. If ABICA turns off Your Messaging Services, ABICA will have no obligation to maintain any of the content in Your Messaging Services, or to forward any unopened or unsent messages to You, or anyone else.
7.11 Your broadband connection will have a limit as to the number of users of VOIP Services which can be carried. If you wish to have a number of users of VOIP Services which exceeds this limit, You may need to upgrade Your broadband connection.
8 Your Obligations to ABICA & Your Use of the Services
8.1 In addition to any other obligations You may have in terms of these terms and conditions, You shall ensure that:
8.1.1 The Apparatus (to the extent that it is not provided by ABICA) is in good working order and complies with all the applicable standards and approvals so as to enable the provision of the Services; and
8.1.2 You do not use the Services for any improper or unlawful purposes or in a manner which is offensive or for a purpose which is unlawful, nor allow others to do so; and
8.1.3 You only use and connect phones, ducting, cables, sockets and other equipment approved for use with the ABICA Supplier Network and which will comply with all relevant legislation and regulations relating to their use; and
8.1.4 You comply with these terms and conditions and any reasonable instructions ABICA gives You relating to use of the telecommunications networks or the Services; and
8.1.5 You provide reasonable assistance to ABICA to enable it to provide the Services; and
8.1.6 You meet Your payment obligations set out in clause 9 and / or the Service Schedule; and
8.1.7 You pay ABICA at its current published rates for visits required by ABICA where the fault does not lie with ABICA or the Equipment or when You damage the ABICA Equipment; and
8.1.8 You shall indemnify ABICA fully against all losses, liabilities, costs (including legal costs) and expenses which ABICA may incur as a result of any breach of Your obligations under this Contract or misuse of the Services, whether by You or not.
8.2 You must not use the Services or knowingly permit any other person to use the Services to do any of the following:
8.2.1 use the Services in a way that does not comply with these terms and conditions or any legislation or that is in any way unlawful or fraudulent; or
8.2.2 use the Services in connection with or engage in the carrying out of a fraud, criminal offence or illegal or unlawful activity; or
8.2.3 use the Services to send or procure the sending of unsolicited advertising or promotional material; or
8.2.4 use the Services in a way that does not comply with any instructions given by ABICA for reasons of health, safety or the quality of the Supplier Networks telecommunications services or the Services; or
8.2.5 publish, post, distribute or disseminate defamatory, infringing, obscene, indecent or other unlawful material or information; or
8.2.6 threaten, harass, stalk, abuse, disrupt or otherwise violate the rights (including rights of privacy and publicity) of others; or
8.2.7 knowingly make available or upload files that contain software or other material, data or information not owned by or licensed to You; or
8.2.8 knowingly make available or upload files that contain a virus or corrupt data; or
8.2.9 falsify the true ownership of software or other material or information contained in a file that You make available via the Services; or
8.2.10 “spam” or otherwise deliberately abuse any part of the Services.
8.3 You will co-operate with ABICA’s reasonable requests for information regarding Your use of the Services and supply such information without delay.
8.4 Where You use the Services to reach networks and services not operated by ABICA, You will abide by the acceptable use policies or terms and conditions imposed by the operators of those networks and services.
8.5 You acknowledge and warrant that any breach of these terms and conditions shall entitle ABICA to immediately terminate the Services to You without notice.
8.6 You acknowledge that ABICA is unable to exercise control over the content of information passing over the Supplier Network, and ABICA hereby excludes all liability of any kind for the transmission or reception of any infringing information of whatever nature.
9 Charges and Payment
9.1 The charges for the Services are set out in the Price List and ABICA retains the right to change any aspect of the Price List from time to time.
9.2 ABICA will invoice You on a monthly basis and will procure the preparation and issue of invoices in respect of charges under these terms and conditions.
9.3 If payment is not made when due ABICA may, without prejudice to its other rights, charge interest at the rate of 4% above the base rate from time to time of HSBC Bank plc on any amount You fail to pay from the date when payment was due until the date of the actual payment.
9.4 You will be liable to pay ABICA for the Services from the Commencement Date. You will require to pay the Recurring Charges in advance and You will be invoiced for Your additional non Recurring Charges monthly in arrears. Invoices are due for payment 14 days from the date of the invoice.
9.5 ABICA, in recognition of ABICA providing You with subsidised Equipment, reserves the right to enforce the Minimum Monthly Spend against You.
9.6 ABICA reserves the right to terminate or suspend the provision of the Services to You immediately if You are in default of payment. Such termination is without prejudice to the rights of either party accrued prior to the date of termination.
9.7 ABICA reserves the right to charge Set up Costs in advance of the Commencement Date.
9.8 All charges are subject to an annual increase in accordance with the Retail Price Index (RPI) as published by the Office for National Statistics. The price increase will take effect on 1st June of each year and will use the published RPI figure from April of that year. If the RPI figure is negative, there will be no change to your fees in the relevant year. ABICA will notify you of any such changes.
9.9 In addition to the charges set out on the Price List, ABICA shall be entitled to charge You for the following:
9.9.1 Internal Relocation – If You want to relocate the main phone socket from one room/floor to another within the Premises;
9.9.2 Abortive Visit Charge – Abortive visits include attendance to incorrect address provided by You or where the Premises do not meet requirements for the provision of the Services or if You are not available;
9.9.3 Administration Charges – Where You provide illegible, materially incomplete or incorrect order details;
9.9.4 Reworking Charge – If You consent to a Supplier Network engineer making good any existing non-Supplier Network installed wiring to make it fit for installation of the Services;
9.9.5 Order Cancellation – If You request the cancellation of the Services five (5) or less days prior to the arranged installation date; and / or
9.9.6 Your Services Suspension – ABICA may agree to re-Connect You if You ask ABICA to do so, in which case there may be a re-Connection Charge payable by You to ABICA.
9.10 If you cancel Your Contract within the Minimum Period of Service, ABICA will be entitled to charge You, in addition to the Cancellation Fee, the remaining Recurring Charges, the Anticipated Charges and / or the Minimum Monthly Spend for the remainder of the Minimum Period of Service.
9.11 For the latest pricing information on the above You should contact ABICA.
10 Faults with the Services
10.1 If You suffer or suspect a fault with the Services then You should contact ABICA. If You try and contact any Supplier Network it is likely that they will ask You to contact ABICA.
10.2 ABICA shall correct any failures in the Services as soon as it is reasonably practical unless the failure is caused by You breaching any of these terms and conditions.
10.3 ABICA will work on any fault that is reported to ABICA according to the Repair Service. ABICA shall correct any failures in the Services as soon as it is reasonably practical unless the failure is caused by You breaching any of these terms and conditions.
10.4 You agree that You will be responsible for all charges that You incur or ABICA incur on Your behalf in repairing any fault with the Services which has occurred directly or indirectly as a result of any action by You.
10.5 For the avoidance of doubt, ABICA will not be responsible for any losses suffered by You as a result of Your actions.
10.6 If an engineer attends a fault and decides the fault is with the Apparatus then You will be charged for any work carried out and the engineer may disconnect that equipment from the Telephone Exchange Line.
11 Broadband Services
11.1 ABICA may include links from time to time from the Service to other internet sites. ABICA have no control over the content of such sites and disclaims any liability in respect of Your use of such sites. You may wish to use one of the available filtering software products to help prevent access to certain web content.
11.2 ABICA reserves the right to change Your password at any time at its sole discretion.
11.3 When ABICA manages the connection only ABICA will only arrange for the Broadband Services to be provided on Your Telephone Exchange Line. It is Your responsibility to connect the necessary micro-filter and broadband equipment.
11.4 Any Internet Protocol address allocated by ABICA to You shall at all times remain the sole property of ABICA and You will have a non-transferable licence to use such address for the duration of these terms and conditions. If these terms and conditions is terminated for whatever reason, Your licence to use the Internet Protocol address shall automatically terminate and thereafter it will not use such address.
11.5 You must not use the Services to send, encourage the receipt of, upload, download, use or re-use any material which is abusive, indecent, defamatory, obscene or menacing, or in breach of copyright, confidence, privacy or any other rights or which may contain viruses or other similar programs, or which cause overloads to the Services.
11.6 ABICA exclude all and any warranties and conditions of any kind, whether express or implied, in respect of the Services and any content or data obtained or downloaded from it or the accuracy of information received through it.
11.7 You warrant that:
11.7.1 if the password becomes known to any other unauthorised user it will inform ABICA or its authorised representative immediately; and
11.7.2 You, as the registered user of the account, will keep the username and password secure and not let them become public knowledge and that the password will not be stored anywhere on a computer in plain text.
11.8 You are solely responsible for any liability arising out of any content provided by You and/or any material to which other users can link to, through such content. Any data included in the Equipment upon installation by ABICA is for testing use only and ABICA hereby disclaim any and all liability arising there from. If You exceed ABICA’s use limits set out in the fair use policy as detailed in 11.8.1, ABICA reserve the right to restrict service or charge for excess data.
11.8.1 All ABICA ADSL Broadband services (excluding Internet Leased Lines) are subject to a monthly fair usage limit of 50GB, unless otherwise stated.
11.9 You must not use a Broadband Service or allow or permit a Broadband Service to be used:
11.9.1 to knowingly make available or upload files that contain software or other material, data or information n not owned by or licensed to You (as appropriate); or
11.9.2 to knowingly make available or upload files that contain a virus or corrupt data; or
11.9.3 to falsify the true ownership of software or other material or information contained in a file that ABICA or You make available via the Broadband Service; or
11.9.4 to publish, post, distribute, disseminate, send, knowingly receive, upload, download, use or re-use material which is abusive, indecent, defamatory, offensive, obscene or menacing, or in breach of copyright, privacy or any other rights; or
11.9.5 to deliberately abuse any part of the Broadband Service or the Services; or
11.9.6 to post or send the same or similar messages in multiple newsgroups or Usenet; or
11.9.7 to post or send off-topic items on Usenet or newsgroups; or
11.9.8 to send or provide unsolicited commercial messages or communications in any form; or
11.9.9 to falsify user information; or
11.9.10 to act in such a way which threatens the integrity or security of any computer system; or
11.9.11 with a view to avoiding incurring or paying charges for such usage; or
11.9.12 with a view to degrading the use of services by third parties; or
11.9.13 to violate general standards of internet conduct and usage such as denial of service attacks, web-page defacement, and port and network scanning; or
11.9.14 to disclose passwords; or
11.9.15 to violate any restrictions on the size of e-mails; or
11.9.16 to forge addresses or do anything similar; or
11.9.17 to share network connections in a manner enabling third parties to access and use such connections; or
11.9.18 do anything other than in accordance with the acceptable use policies of any connected networks.
11.10 For Internet Leased Lines (also known as Dedicated Internet Access Circuits) the follow additional provisions will apply;
11.10.1 Prices quoted are for guidance only and are subject to survey. A survey will be conducted approximately two weeks after the circuit has been ordered. Should additional costs be identified they will be advised, when You will have the option to accept or cancel the installation without penalty.
11.10.2 Standard lead time for 2Mbps circuits is 35 working days from acceptance of order.
11.10.3 Standard lead time for 10/100/1000Mbps circuits is 65 working days from acceptance of order.
12 Disclaimer of Warranties
The Services will be provided to You “as is”, without warranty or representation of any kind, whether express or implied. ABICA disclaims and excludes all such warranties and representations including without limitation and warranty or representation that the service is free of defects and viruses, of satisfactory quality, fit for a particular purpose or non-infringing of third party rights. Further, ABICA disclaims any express or implied warranties that might arise from a course of dealing, usage or trade practice. You accept all risks and liabilities associated with Your use of the Services.
13 Limitation on Liability
13.1 Nothing in these terms and conditions shall exclude or limit liability for (a) death or personal injury resulting from the negligence of either party or their servants, agents or employees or (b) fraud.
13.2 ABICA shall not be liable in contract, delict, pre-contract or other representations (other than fraudulent or negligent misrepresentations) or otherwise arising out of or in connection with these terms and conditions for:
13.2.1 any economic losses (including, without limitation, loss of revenues, profits, contracts, business or anticipated savings); or
13.2.2 any loss of goodwill or reputation; or
13.2.3 any special, indirect or consequential losses or any destruction of data, in any case, whether or not such losses were within the contemplation of the parties at the date of these terms and conditions, suffered or incurred by that party arising out or in connection with the provisions of, or any matter under these terms and conditions.
13.3 Subject to clauses 13.1 and 13.2 ABICA’s liability to You in contract, delict, negligence, pre-contract or other representations arising out of or in connection with these terms and conditions or the performance or observation of its obligations under these terms and conditions shall be limited in aggregate to the average monthly amount billed to You over the previous three month period or where the Services have not been provided for that period of time, the amount paid in the first month since the Commencement Date.
13.4 Each provision of this clause 13 excluding or limiting liability shall be construed separately, applying and surviving even it for any reason any other provision does not remain in force, notwithstanding the expiry or termination of these terms and conditions.
13.5 Nothing is the Contract removes or limits ABICA’s liability for fraud, for death or personal injury caused by ABICA’s negligence or for any liability which cannot be limited or excluded by the applicable law. If You are a Consumer, the terms of the Contract will not affect any of Your statutory rights which You have, which cannot be excluded by the Contract.
13.6 ABICA will try to ensure the accuracy, quality and timely delivery of Services, however:
13.6.1 ABICA, ABICA’s network operator and ABICA’s MNO, accept no responsibility for any use of, or reliance on, the Services or their content, or for any disruptions to, or any failures or delays in, the Services including, without limitation, any alert services or virus detection services;
13.6.2 subject to clause 13.7 ABICA, ABICA’s network operator and ABICA’s MNO, do not make any representations as to the accuracy, comprehensiveness, completeness, quality, currency, error-free nature, compatibility, security or fitness for purpose of the Services or their content, which are provided to You on an “as is” basis; and
13.6.3 ABICA, ABICA’s network operator and ABICA’s MNO, are not providing You with advice of any kind (including without limitation investment or medical advice) and where the Services contain investment information or any similar information, ABICA do not make invitations or offer inducements to enter into any such investment agreements or anything similar.
13.7 ABICA, ABICA’s network operator and ABICA’s MNO, will not be liable:
13.7.1 for any loss You may incur as a result of someone using Your PINs or passwords, with, or without, Your knowledge; or
13.7.2 if ABICA cannot carry out our duties, or provide the Services, because of something beyond ABICA’s control.
13.8 You may be able to use the Services:
13.8.1 to upload, email or transmit content using the Services; and
13.8.2 to access content which is branded or provided by others and to acquire goods and services from others.
Where ABICA provides you with such access, ABICA does not transmit the content to You and ABICA does not prepare or exercise control over the content, goods or Services. ABICA, ABICA’s network operator or ABICA’s MNO are not responsible or liable in any way for, and do not endorse, any of this content, goods or Services.
13.9 This clause 13 shall endure even after the Contract has ended.
14 Term and Termination
14.1 In addition to anything else ABICA can do, ABICA can suspend the Services or terminate the Contract forthwith at any time without informing You if:
14.1.1 You materially breach these terms and conditions or any other agreement You have with ABICA (including failure to pay charges when due); or
14.1.2 bankruptcy or insolvency proceedings or similar are brought against You or are voluntarily commenced, or a receiver or a person holding a similar office is appointed over any of Your assets or You become (or in ABICA’s sole opinion may become) insolvent; or
14.1.3 ABICA, in its sole discretion, suspects that any fraudulent act is being, or may be, perpetrated in respect of the Services; or
14.1.4 You exceed any account limit relating to Your expenditure in any period; or
14.1.5 You cancel a direct debit; or
14.1.6 You fail to pay such monies due to ABICA on time; or
14.1.7 You fail any credit or fraud prevention check; or
14.1.8 Your conduct is deemed to be unacceptable by ABICA; or
14.1.9 You die during the Contract; or
14.1.10 ABICA gives You thirty days’ notice of termination of the Contract; or
14.1.11 ABICA has good reason for believing that any information You have given ABICA is false or misleading; or
14.1.12 despite ABICA’s reasonable efforts the Services are no longer available to ABICA; or
14.1.13 it becomes unlawful for (i) ABICA or the Supplier Network supporting the Services to continue to provide the Services; or (ii) ABICA or the Supplier Network supporting the Services is required to cease the Services by a competent regulatory authority; or
14.1.14 the Supplier Network supporting the Services ceases to do so for whatever reason or materially changes the terms of its provision of telecommunications services to ABICA for the Services beyond the reasonable control of ABICA; or
14.1.15 You (or a third party acting on Your behalf or instruction) fail to comply with any of these terms and conditions and You do not remedy such failure within fifteen (15) days of a request to do so; and / or
14.1.16 You take (or cause or permit a third party to take) any action in breach of ABICA’s rights to the Confidential Information.
14.2 In the following circumstances, ABICA may end Your Contract immediately and You have to pay all of the Charges You owe until ABICA Disconnect You:
14.2.1 if ABICA have the right to Suspend Your Mobile Services on any of the grounds contained in clause 6.15 and ABICA believe that the grounds are serious and have not been, or are unlikely to be, rectified; or
14.2.2 if ABICA believes that Your use of the Mobile Services is jeopardising the operation of ABICA’s, ABICA’s network provider’s, or ABICA’s MNO’s network, or is of an unacceptable nature.
14.3 You may end the Contract in the following ways:
14.3.1 You can end the Contract during your Minimum Period of Service by giving ABICA notice at least 30 days before the Contract end date and upon paying ABICA all of the Charges You owe to ABICA, including Early Termination fees plus any Cancellation Fee due; or
14.3.2 You can end the Contract outside the Minimum Period of Service or if Your Contract does not contain a Minimum Period of Service or if You want to end the Contract at the end of Your Minimum Period of Service provided You give notice to ABICA at least 30 days before the date You want to end the Contract; or
14.3.3 within 30 days of a detrimental variation to Your Contract, You can end the Contract within 30 days of informing ABICA about a variation to Your Contract which is likely to be of detriment to You. In this case, You must give written notice to ABICA within 30 days and Your Contract will finish at the end of the thirtieth day following receipt of Your notice by ABICA.
14.4 Once You are Connected, You can only end the Contract in the manner set out in this clause 14. However, if You are a Consumer, any statutory rights which You may have, which cannot be excluded or limited, will not be affected by this clause.
14.5 Upon ending or suspension of the Contract all amounts (including any Charges) You owe ABICA for use of the Services shall be due and payable in full on demand and you shall have no right to withhold or set off any such amounts. Issue of a Porting Authority Code (PAC) will be subject to an administration charge of £25.00 per mobile telephone number. If ABICA ends the Contract due to Your conduct of if You end Your Contract within the Minimum Period of Service, You will be required to pay a Cancellation Fee to ABICA.
14.6 If You have made any rental payments for a period after the end of this Contract, ABICA will either repay such monies or use the money towards any money you may owe ABICA.
14.7 You may end the Contract after the Minimum Period of Service by giving ABICA not less than thirty (30) days written notice expiring no earlier than the end of the Minimum Period of Service. If You wish to end the Contract before the end of the Minimum Period of Service, ABICA shall be entitled to charge You fees which would have been payable by You for the balance of the Minimum Period of Service.
14.8 In addition, if You wish to end the Contract before twelve (12) months have elapsed since the Commencement Date, ABICA shall be entitled to charge a termination fee in addition to such other monies You owe ABICA.
14.9 The provisions of the Contract regarding Confidential Information and limitation of liability shall survive the termination of the Contract.
14.10 Upon termination of the Contract You shall immediately stop using the Services and Your right to use Services shall immediately terminate. ABICA will close Your account and Disconnect You and You will not be able to use the Services or make emergency calls.
14.11 Notwithstanding the provisions of clause 14.3 and 14.7, in the event that You do not end the Contract insofar as it relates to any Services provided by ABICA by giving ABICA not less than thirty (30) days written notice expiring no earlier than the end of the Minimum Period of Service, the Contract shall automatically renew for a further term equal to the Minimum Period of Service.
15.1 ABICA may vary any of the terms of the Contract on the following basis:
15.1.1 ABICA will let You know at least 30 days in advance if ABICA decide to:
184.108.40.206 discontinue the Services; or
220.127.116.11 make any variations to Your Contract which are likely (at ABICA’s reasonable discretion) to be of detriment to You; or
18.104.22.168 increase the fixed periodic charges for the Services (if applicable) by an amount which is more than the percentage increase in the Retail Price Index (RPI) Figure (or any future equivalent) in any twelve month period.
15.2 You can end the Contract for such variations as explained in clause 14.3.3. Subject to the above, You will not be able to end the Contract if such variation or increase:
15.2.1 is due to changes to the law, government regulation or licence which affects ABICA; or
15.2.2 relates solely to additional Services.
15.3 If You carry on using the Services after the variation commences, You will be deemed to have accepted the variation.
15.4 All of ABICA’s obligations to You relating to the Services are set out in the Contract. If You wish to make any variations to the Contract or rely on any other term, You must obtain ABICA’s agreement to the variation or term in writing. No variation by You without ABICA’s written agreement will be valid.
15.5 Except as set out in clause 15.4:
15.5.1 all other terms, conditions and warranties relating to the Services are excluded;
15.5.2 ABICA, ABICA’s network operator’s and ABICA’s MNO’s, entire liability to You for anything ABICA do or omit or fail to do will be limited to £3,000 for one claim or a series of related claims; and
15.5.3 ABICA, ABICA’s network operator and ABICA’s MNO, are not liable for any loss of income, business or profits, or for any loss or corruption of data in connection with the use of the Services. ABICA, ABICA’s network operator and ABICA’s MNO, are not liable for any loss or damage that was not reasonably foreseeable when You entered into the Contract.
You agree to indemnify and hold ABICA harmless for all liabilities, loss, claims and expenses that may arise from (a) any breach of these terms and conditions by You; and (b) any transmission or receipt of any content or message which You have requested or made using the Service.
17.1 ABICA reserves the right to assign or sub-contract any or all of its rights and obligations under these terms and conditions without Your further consent to such assignation or sub-contract.
17.2 You may not sell, lease, sub-licence, assign or otherwise transfer, whether in whole or in part, by operation of law or otherwise, these terms and conditions or any rights or obligations therein without the prior express written consent of ABICA.
18 Force Majeure
If either party is unable to perform any of its obligations under these terms and conditions because of a matter beyond that party’s reasonable control including, but not limited to, lightning, flood, exceptionally severe weather, fire, explosion, war, civil disorder, industrial disputes, or acts of local or central Government or other competent authorities or acts or omissions of third party telecommunications service providers, that party shall have no liability to the other for such failure to perform its obligations.
19.1 These terms and conditions, the Price List, and the Service Schedule (where set out) comprise the whole agreement between You and ABICA for the Services and supersedes all prior negotiations, representations, proposals, understandings and agreements whether written or oral relating to the subject matter of these terms and conditions.
19.2 Any amendment to these terms and conditions must be in writing and signed by an authorised representative of each party.
19.3 The Contract is entered into by ABICA for the benefit of ABICA (and where applicable, ABICA’s network provider and ABICA’s MNO.
19.4 If You, or ABICA or ABICA’s network provider, or ABICA’s MNO, delay, or do not take or delay in taking action to enforce our respective rights under the Contract, this does not stop You, or ABICA or ABICA’s network provider or ABICA’s MNO from taking action to enforce such rights under the Contract.
19.5 In exceptional circumstances, a Government authority may order the reallocation or change of telephone numbers, in which case ABICA may have to change Your telephone number for the Services.
19.6 You confirm that You have full contractual capacity to agree to these terms and conditions and the Contract. Use of our service is deemed acceptance of these terms and conditions and the minimum contract term associated with the service or other term specifically set out in the service schedule.
19.7 The Contract shall be governed by the laws of Scotland and the parties submit to the non-exclusive jurisdiction of the Courts of Scotland.
19.8 In the event of a dispute between the parties, the parties will attempt in good faith to resolve the dispute or claim arising out of or relating to the Contract promptly through negotiations between the respective representatives of the parties who have authority to settle the same.
19.9 If any provision of these terms and conditions (whether in part or in whole) is held by a court of competent jurisdiction to be illegal, invalid or unenforceable the remaining provisions of these terms and conditions shall remain in full force and effect. ABICA reserves the right to replace any provision of these terms and conditions which is held to be illegal, invalid or unenforceable with a similar term and condition which is legal, valid and / or enforceable.
19.10 Any waiver of any breach of any provision of these terms and conditions will not constitute a waiver of any prior, concurrent or subsequent breach of the same or any other provisions of these terms and conditions. A waiver of a provision or breach of a provision of these terms and conditions will only be effective if made in writing and signed by an authorised representative of the waiving party.
19.11 Any licence granted under these terms and conditions will not create a partnership, joint venture, agency relationship or franchise relationship.
19.12 Notwithstanding any other provision in these terms and conditions, nothing in these terms and conditions will create or confer any rights or other benefits whether pursuant to the Contracts (Rights of Third Parties) Act 1999 or otherwise in favour of any person other than You or ABICA, but it is intended that ABICA’s MNO will have the right to enforce any rights conferred on it under the Contract and to that extend the MNO will have the same rights against You as would be available if it were a party to the Contract.
20.1 You must at all times, both during the term of these terms and conditions and for a period of two (2) years after its termination, keep in confidence all Confidential Information using at least the same standard of care You use with Your own confidential information, but in any event no less than reasonable care. You may not use or disclose any Confidential Information other than for purposes and activities specifically permitted by these terms and conditions. You may only disclose Confidential Information to an employee or contractor under binding obligations of confidentiality substantially similar to those set forth in these terms and conditions on a “need to know” basis. If You are legally compelled to disclose any Confidential Information, then, prior to such disclosure, You must:
20.1.1 immediately notify ABICA to allow ABICA an opportunity to contest the disclosure;
20.1.2 assert the privileged and confidential nature of the Confidential Information; and
20.1.3 co-operate fully with ABICA in protecting against any such disclosure and/or obtaining a protective order narrowing the scope of such disclosure and/or use of the Confidential Information. In the event that such protection is not obtained You may disclose the Confidential Information only to the extent necessary to comply with applicable legal requirements.
20.2 ABICA may pass and share Your organisation’s information and user’s personal information to ABICA’s network provider, or ABICA’s MNO, other communications service providers and network operators for the detection and prevention of theft and fraud, and to carry out any activities or disclosures to comply with any regulatory, government or legal requirement.
20.3 If You use the Services from a country outside the UK it may be necessary to transfer Your information to that country. If that country is outside of the European Economic Area, the treatment of Your personal information may be subject to laws and regulations applying in that country and which may not protect Your information to the same standards applying in the UK and the European Economic Area.
20.4 Notwithstanding the provisions of clause 6.12, You must keep all PIN numbers and passwords relating to Your account and the Services safe and secure. You must not share them with anyone else. If You find or suspect that anyone else knows Your passwords or PIN numbers, or can guess them, You must contact ABICA immediately and ask ABICA to change them. This is Your responsibility.
21 Data Protection
21.1 ABICA operates in accordance with the Data Protection Act 1998 as updated or amended from time to time.
21.2 ABICA may retain Your personal data, and You authorise ABICA to use Your personal data, for the following purposes:
21.2.1 provision of the Services to You;
21.2.2 keeping of a record for a reasonable period after termination of the Services;
21.2.3 operation and enforcement of these terms and conditions;
21.2.4 technical maintenance including accessing Your profiles and configurations in relation to the Services;
21.2.5 providing You with information about other services ABICA offer, subject to Your right to opt out of receiving such information on the Application Form;
21.2.6 transferring it to another company in the event of a sale of ABICA; and / or
21.2.7 legal compliance including disclosing it to any third party who ABICA reasonably consider has a legitimate interest in any such investigation or its outcome.
21.3 It is Your responsibility to notify ABICA of any changes in the personal data that You provide to ABICA. ABICA may send notices or other information to You at the address You give ABICA. You should notify ABICA immediately of any change to Your personal data by sending the changes to ABICA in writing.
22.1 ABICA’s address for service of notices is Abica Limited, Moorpark Court, 9 Dava Street, Glasgow, G51 2JA. Your address for service shall be at the address You ask ABICA to send bills to. ABICA may, by written notice to You, substitute another address which shall then become the notice address.
22.2 Any notice given in connection with these terms and conditions shall be served in English, in writing by registered, recorded delivery or normal post or delivered by hand, fax or email.
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